8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
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                                    FORM 8-K
                                 CURRENT REPORT
                         PURSUANT TO SECTION 13 OR 15(d)
                                     OF THE
                         SECURITIES EXCHANGE ACT OF 1934

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Date of Report:  May 11, 2005                   Commission File Number: 0-15204

                            National Bankshares, Inc.
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             (Exact name of Registrant as specified in its charter)


          Virginia                                 54-1375874
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(State or other jurisdiction of        (I.R.S. Employer Identification No.)
incorporation or organization)


101 Hubbard Street
Blacksburg, VA 24060
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(Address of principal executive offices)

Registrant's telephone number, including area code (540) 951-6300
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                                Page 1 of 2 Pages





ITEM 7.01  REGULATION FD DISCLOSURE

The following information and exhibit is being furnished pursuant to Regulation
FD

National Bankshares, Inc, issued a press release on May 11, 2005, announcing
that its Board of Directors has declared a semi-annual dividend payable on June
1, 2005 to stockholders of record as of May 23, 2005. The press release further
announced the renewal of a stock repurchase plan under which the Company's
management is authorized to repurchase up to $1 million of common stock in the
open market in the period from June 1, 2005 through May 31, 2006.

Item 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(a)     Exhibits

99.1    National Bankshares, Inc. press release dated May 11, 2005.


                                    SIGNATURE

        Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                    NATIONAL BANKSHARES, INC.



Date:  May 11, 2005            By:     /s/ JAMES G. RAKES
                                    ---------------------------------------
                                       James G. Rakes
                                       Chairman
                                       President and Chief Executive Officer






                                Page 2 of 2 Pages

EX-99

FOR IMMEDIATE RELEASE

CONTACTS:             James G. Rakes, President & CEO  (540) 951-6236
                      J. Robert Buchanan, Treasurer    (276) 979-0341


                       NATIONAL BANKSHARES, INC. ANNOUNCES
                        SEMI-ANNUAL DIVIDEND AND RENEWAL
                        OF STOCK REPURCHASE AUTHORIZATION


BLACKSBURG, VA, MAY 11, 2005: NATIONAL BANKSHARES, INC. (Nasdaq SmallCap Market:
NKSH) announced that its Board of Directors today approved payment on June 1,
2005 of a semi-annual dividend of $0.70 per share to stockholders of record as
of May 23, 2005. This is an 11% increase over the $0.63 per share that was paid
on June 1, 2004 and is nearly 8% higher than the $0.65 per share semi-annual
dividend paid to the Company's stockholders on December 1, 2004.

In other business, the Board of Directors renewed its authorization of a stock
repurchase plan in which management is authorized to purchase up to $1 million
of the Company's common stock on the open market. This authorization extends
from June 1, 2005 to May 31, 2006. To date National Bankshares, Inc. has
repurchased 7,300 shares under the current stock repurchase plan that expires on
May 31, 2005. The Company's management has not yet determined how many shares,
if any, might be repurchased under the renewed stock repurchase plan.

National Bankshares, Inc. is a financial holding company headquartered in
Blacksburg, Virginia. It has two bank subsidiaries, The National Bank and Bank
of Tazewell County, with a total of 27 office locations throughout Southwest
Virginia. The Company also operates a non-bank subsidiary, National Bankshares
Financial Services, Inc. Its stock trades on the Nasdaq Stock Market under the
symbol "NKSH". Additional information is available on the Company web site at
www.nationalbankshares.com.